Capitalization Rates Sample Clauses

Capitalization Rates calculations and rationale underlying the -------------------- capitalization rates selected by the valuer, where market trading or comparable transaction statistics are used, those companies or transactions considered most relevant by the valuer should be specifically identified and information supporting their comparability disclosed (such as their financial size, profitability relative growth prospects, financial leverage, nature of operations, etc.); if the Capital Asset Pricing Model is used the calculations should be disclosed as described in 3.(iii) above.
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Capitalization Rates. Implied Equity Value Per Share Implied Cash Capitalization Rate $171 4.2% – 6.1% $11.91 – $24.41 CSCA then compared the implied equity values per share for MNR to the Per Share Cash Election Consideration. In addition, CSCA used the range of implied equity values per share for MNR and compared them to EQC’s 5-day VWAP of $26.34 as of August 13, 2021, to calculate the following implied exchange ratios, as compared to the Common Exchange Ratio: MNR Implied Equity Per Share Implied Common Value Per Cash Election Exchange Exchange Share Consideration Ratio Ratio High $24.41 0.9267 x Low $11.91 $19.00 0.4521 x 0.713 x CSCA noted that on the basis of the selected precedent transactions analysis, the Per Share Cash Election Consideration of $19.00 was within the range of the MNR implied equity values per share and the Common Exchange Ratio of 0.713 EQC common shares per MNR common share was within the range of the implied exchange ratios. Capitalization Rate Valuation Analysis CSCA performed separate capitalization rate valuation analyses for each of MNR and EQC as described below.
Capitalization Rates. Implied Equity Value Per Share Capitalization Rate Valuation Analysis - MNR $171 4.50% – 5.25% $16.59 – $22.05
Capitalization Rates. Implied Equity Value Per Share Capitalization Rate Valuation Analysis - EQC $30 4.50% – 6.00% $27.02 – $28.37 CSCA then compared the implied equity values per share for MNR to the Per Share Cash Election Consideration. In addition, CSCA used the range of implied equity values per share for MNR and EQC to calculate the following implied exchange ratios, as compared to the Common Exchange Ratio: MNR EQC Implied Equity Per Share Implied Equity Implied Common Value Per Cash Election Value Per Exchange Exchange Share Consideration Share Ratio Ratio High $22.05 $28.37 0.8161 x Low $16.59 $19.00 $27.02 0.5848 x 0.713 x CSCA noted that on the basis of the capitalization rate valuation analysis, the Per Share Cash Election Consideration of $19.00 for each MNR common share was within the range of the MNR implied equity values per share and the Common Exchange Ratio of 0.713 EQC common shares for each MNR common share was within the range of the implied exchange ratios. Premiums Paid Analysis CSCA analyzed publicly available financial data for the selected transactions set forth in the table below involving selected publicly-traded companies in the REIT industry. Transaction Announcement Date Acquiror Target August 2021 Blackstone Real Estate Income Trust WPT Industrial REIT July 2021 Kite Realty Group Trust Retail Properties of America, Inc. June 2021 Ventas New Senior Investment Group April 2021 Realty Income Corporation Vereit, Inc. April 2021 Kimco Realty Corp Xxxxxxxxxx Realty Investors October 2019 Prologis, Inc. Liberty Property Trust July 2019 AXA Investment Managers-Real Assets NorthStar Realty Europe May 2019 Park Hotels & Resorts Chesapeake Lodging Trust March 2019 Cousins Properties Tier REIT, Inc. January 2019 Omega Healthcare Investors MedEquities Realty Trust September 2018 Pebblebrook Hotel Trust LaSalle Hotel Properties July 2018 Brookfield Asset Management Forest City Realty Trust June 2018 Greystar Investment Group Education Realty Trust May 2018 Blackstone Group LP Gramercy Property Trust April 2018 Prologis, Inc. DCT Industrial Trust March 2018 Brookfield Property Partners GGP July 2017 Greystar Growth and Income Fund LP Monogram Residential Trust June 2017 Canada Pension Plan Investment Board Parkway June 2017 Government Properties Income Trust First Potomac Realty Trust June 2017 Digital Realty Trust Dupont Fabros Technology May 2017 Sabra Health Care REIT Care Capital Properties April 2017 RLJ Lodging Trust FelCor Lodging Trust February 2017 T...

Related to Capitalization Rates

  • Capitalization Ratio The Borrower will not permit its Capitalization Ratio to exceed 0.50 to 1.00 as of the end of any fiscal quarter or fiscal year end.

  • Capitalization, Etc (a) The authorized capital stock of the Company consists of: (i) 200,000,000 shares of Company Common Stock, of which 48,268,495 shares had been issued and were outstanding as of the close of business on July 29, 2013; and (ii) 10,000,000 shares of Company Preferred Stock, of which no shares have been issued or are outstanding. All of the outstanding Shares have been duly authorized and validly issued, and are fully paid and nonassessable.

  • Market Capitalization At the time the Registration Statement was or will be originally declared effective, and at the time the Company’s most recent Annual Report on Form 10-K was filed with the Commission, the Company met or will meet the then applicable requirements for the use of Form S-3 under the Securities Act, including, but not limited to, General Instruction I.B.1

  • Debt to Capitalization Ratio As of the last day of each fiscal quarter of the Borrower, the Debt to Capitalization Ratio shall be less than or equal to 0.70 to 1.0.

  • Company Capitalization The Company has an authorized capitalization as set forth in the Prospectus; the outstanding shares of capital stock of the Company have been duly and validly authorized and issued and are fully paid and nonassessable.

  • Equity Capitalization As of the date hereof, the authorized capital stock of the Company consists of (x) 30,000,000 shares of Common Stock, of which as of the date hereof, 10,964,602 shares are issued and outstanding, 2,529,378 shares are reserved for issuance pursuant to the Company’s employee incentive plan and other options and warrants outstanding and no shares are reserved for issuance pursuant to securities (other than the Warrants) exercisable or exchangeable for, or convertible into, shares of Common Stock, and (y) 10,000,000 shares of preferred stock, of which as of the date hereof, none are issued and outstanding. All of such outstanding shares have been, or upon issuance will be, validly issued and are fully paid and nonassessable. Except as set forth above in this Section 3(p): (i) none of the Company’s capital stock is subject to preemptive rights or any other similar rights or any liens or encumbrances suffered or permitted by the Company; and (ii) there are no outstanding options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities or rights convertible into, or exercisable or exchangeable for, any capital stock of the Company, or contracts, commitments, understandings or arrangements by which the Company is or may become bound to issue additional capital stock of the Company or options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities or rights convertible into, or exercisable or exchangeable for, any capital stock of the Company; (iii) there are no outstanding debt securities, notes, credit agreements, credit facilities or other agreements, documents or instruments evidencing Indebtedness of the Company or by which the Company is or may become bound; (iv) there are no financing statements securing obligations in any material amounts, either singly or in the aggregate, filed in connection with the Company; (v) there are no agreements or arrangements under which the Company is obligated to register the sale of any of its securities under the 1933 Act (except pursuant to the Registration Rights Agreement); (vi) there are no outstanding securities or instruments of the Company which contain any redemption or similar provisions, and there are no contracts, commitments, understandings or arrangements by which the Company is or may become bound to redeem a security of the Company; (vii) there are no securities or instruments containing anti-dilution or similar provisions that will be triggered by the issuance of the Securities; (viii) the Company does not have any stock appreciation rights or “phantom stock” plans or agreements or any similar plan or agreement; and (ix) the Company has no liabilities or obligations required to be disclosed in the SEC Documents but not so disclosed in the SEC Documents, other than those incurred in the ordinary course of the Company’s business and which, individually or in the aggregate, do not or would not have a Material Adverse Effect. The Company has furnished or made available to the Buyers true, correct and complete copies of the Company’s Certificate of Incorporation, as amended and as in effect on the date hereof (the “Certificate of Incorporation”), and the Company’s Bylaws, as amended and as in effect on the date hereof (the “Bylaws”), and the terms of all securities convertible into, or exercisable or exchangeable for, shares of Common Stock and the material rights of the holders thereof in respect thereto.

  • Capitalization The Company has an authorized capitalization as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus under the heading “Capitalization”; all the outstanding shares of capital stock of the Company have been duly and validly authorized and issued and are fully paid and non-assessable and are not subject to any pre-emptive or similar rights that have not been duly waived or satisfied; except as described in or expressly contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, there are no outstanding rights (including, without limitation, pre-emptive rights), warrants or options to acquire, or instruments convertible into or exchangeable for, any shares of capital stock or other equity interest in the Company or any of its subsidiaries, or any contract, commitment, agreement, understanding or arrangement of any kind relating to the issuance of any capital stock of the Company or any such subsidiary, any such convertible or exchangeable securities or any such rights, warrants or options; the capital stock of the Company conforms in all material respects to the description thereof contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus; and all the outstanding shares of capital stock or other equity interests of each subsidiary owned, directly or indirectly, by the Company have been duly and validly authorized and issued, are fully paid and non-assessable and are owned directly or indirectly by the Company, free and clear of any lien, charge, encumbrance, security interest, restriction on voting or transfer or any other claim of any third party.

  • Current Ratio The Borrower will not permit, as of the last day of any fiscal quarter, its ratio of (i) consolidated current assets (including the unused amount of the total Commitments, but excluding non-cash assets under FAS 133) to (ii) consolidated current liabilities (excluding non-cash obligations under FAS 133 and current maturities under this Agreement) to be less than 1.0 to 1.0.

  • Regulatory Capitalization Buyer Bank is, and will be upon consummation of the transactions contemplated by this Agreement, “well-capitalized,” as such term is defined in the rules and regulations promulgated by the FDIC. Buyer is, and will be upon consummation of the transactions contemplated by this Agreement, “well-capitalized” as such term is defined in the rules and regulations promulgated by the FRB.

  • Authorized Capitalization As of the date of this Agreement, the authorized capitalization of Buyer consists of (i) 1,000,000,000 shares of common stock, par value $0.01 per share, of which 367,735,954 shares are issued and outstanding and (ii) 25,000,000 shares of undesignated preferred stock, par value $0.01 per share, none of which are issued and outstanding. Buyer has no other capital stock authorized, issued or outstanding. There are no outstanding or authorized stock appreciation, phantom stock, profit participation, or similar rights with respect to Buyer. With respect to any Buyer Common Stock that has been issued subject to a right of repurchase on the part of the Company, Disclosure Schedule 4.2(a) sets forth the holder thereof, the number and type of securities covered thereby, and the vesting schedule thereof (including a description of the circumstances under which such vesting schedule can or will be accelerated).

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